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Home My WebLink AboutContract 55856-SP7CSC No. 55856-SP7 Application No o B U S I N E S S Master Agreement No S E R V I C E S Supplement No 2975153 500-0650038-000 Supplement -007 Full Legal Name: City Of Fort Worth Address: 200 Texas Street City: Fort Worth State: TX Zip: 76102 Phone: Billing Address (817) 392-6689 Fax: - 200 Texas Street D BA: City: Fort Worth Replaces 55856-06 State: TX Zip: 76102- Qty. Make Item Description (or Accessories) 1 Ricoh IM C2500 1 Ricoh P C600 1 Ricoh IM 35OF EQUIPMENT Qty. Make Item Description (or Accessories) 1 Ricoh IM 8000 SN: 4031 C100261 1 Ricoh P 800 SN: 5300XB21336 Workgroup - B&W Allowance 840,000 Excess Per Image Charge (WG B&W) $ 0.00600 Rental Payment* Workgroup - Color Image Allowance 250,000 Excess Per Image Charge (WG Color) $ 0.05300 $105,874.11 Desktop - B&W Image allowance 633,000 Excess Per Image Charge (Desktop B&W) $ 0.00950 Desktop - Color Image Allowance 171,666 Excess Per Image Charge (Desktop Color) $ 0.08500 METERS READINGS VERIFIED Quarterly *plus applicable taxes ❑� Balance of applicable term. Termination date of this supplement coincides with the termination date set forth in the Master Agreement or previous supplement. mos. New term for equipment referenced above only. Such term begins upon supplement endorsement and acceptance by Owner. The term of the original Agreement shall remain in full force and effect for the remaining original equipment. You have requested this supplement to the Master Agreement (the "Supplement'). Which Supplement incorporates the terms and conditions of the Master Agreement (as amended), and constitutes an agreement between you and us with respect to the Equipment reference herein, separate and distinct from the Master Agreement. "Master Agreement' refers to the agreement between customer and Owner (or its predecessor) identified in Owner's records by the Master Agreement No. above. The parties agree that the original hereof for enforcement and perfection purposes, and the sole "record" constituting "chattel paper" under the UCC, is the paper copy hereof bearing (i) the original or a copy of either your manual signature or an electronically applied indication of your intent to enter into this Supplement, and (ii) our original manual signature. Except for the specific provisions set forth above, the original terms and conditions set forth in the Master Agreement and any personal guaranty(s) shall remain in full force and effect and are incorporated herein by reference. CUSTOMER Assistant Print Name: Valerie Washington Signature: XValeneW�gto�2o,202310:43CDT) Title: City Manager Date: Mar 20, 2023 For: City Of Fort Worth OWNER ACCEPTANCE. Print Name: Scot Hanson Signature: Scott Hanson (Mar 6, 202316:01 CST) Date: Mar 6, 2023 For: UBEO, LLC ACCEPTANCE OF DELIVERY. The Customer hereby certifies that all the Equipment: 1) has been received, installed, and inspected, and 2) is fully operational and unconditionally accepted. All conditions and terms of the agreement have been reviewed, acknowledged and are now irrevocable and unconditional. Signature: X Date: Mar 20, 2023 Valerie Wash ngton (Mar20, 202310'.�3 CDI) Print Name: Valerie Washington For: City Of Fort Worth Supplement - Cons Rev. 10/23/2020 OFFICIAL RECORD CITY SECRETARY FT. WORTH, TX TEXAS ADDENDUM (STATE AND LOCAL GOVERNMENT) AGREEMENT # 2975153 Addendum to Agreement # 2975153, between City of Fort Worth, as Customer and UBEO, LLC, as Owner. The words you and your refer to Customer. The words we, us and our refer to Owner. The parties wish to amend the above -referenced Agreement by adding the following language: You represent and warrant pursuant to Texas Government Code Section 2252.908 and Texas Administrative Code Chapter 46 the following (select one of the applicable): X You have received the required "disclosure of interested parties" from us that was submitted by us to the Texas State Ethics Commission. The Agreement is for less than $1,000,000 and a Lessee's Counsel's Opinion has been provided to us confirming the following applies: (a) your governing body has legal authority to delegate to its staff the authority to execute the Agreement; (b) your governing body has delegated to its staff the authority to execute the Agreement; and (c) your governing body did not participate in the selection of the business entity with which the Agreement is entered into. By signing this Addendum, Customer acknowledges the above changes to the Agreement and authorizes Owner to make such changes. In the event of any conflict between this Addendum and the Agreement, this Addendum shall prevail. In all other respects, the terms and conditions of the Agreement remain in full force and effect and remain binding on Customer. UBEO, LLC Owner 9Xz - Scott Hanson (Mar 6, 202316:01 CST) Signature VP/GM Mar 6, 2023 Title Date City of Fort Worth Customer XVa I, Washington Mar20, 202310:43 CDT) Signature Assistant City Manager Mar 20, 2023 Title Date NOTE: SIGNER OF THIS DOCUMENT MUST BE SAME AS ON THE AGREEMENT. A FACSIMILE OF THIS DOCUMENT WITH SIGNATURE SHALL BE CONSIDERED TO BE AN ORIGINAL. CAPITALIZED TERMS IN THIS DOCUMENT ARE DEFINED AS IN THE AGREEMENT, UNLESS SPECIFICALLY STATED OTHERWISE. A634 REV 03/17 CERTIFICATE OF INTERESTED PARTIES FORM 1295 1 of 1 Complete Nos. 1- 4 and 6 if there are interested parties. Complete Nos. 1, 2, 3, 5, and 6 if there are no interested parties. OFFICE USE ONLY CERTIFICATION OF FILING Certificate Number: 2023-989247 Date Filed- 03/01/2023 Date Acknowledged: 1 Name of business entity filing form, and the city, state and country of the business entity's place of business. UBEO LLC Grapevine , TX United States 2 Name of governmental entity or state agency that is a party to the contract for which the form is being filed. City of Fort Worth 3 Provide the identification number used by the governmental entity or state agency to track or identify the contract, and provide a description of the services, goods, or other property to be provided under the contract. 2975153 Office Equipment 4 Name of Interested Party City, State, Country (place of business) Nature of interest (check applicable) Controlling I Intermediary 5 Check only if there is NO Interested Party. ❑ 6 UNSWORN DECLARATION My name is ` c-otic H o-n i.J' ar) My address is &O 1 we-50064 P41,10(l ZOO Cy and my date of birth is .3-z-7 i 9 / (str et) I I declare under penalty of perjury that the foregoing is true and correct. Executed in' a Y rm o(., County, State of Signat I (city) (state) (zip code) (country) ex CL S on the ' `5 day of MfiMh, 20 -Z3 (month) (year) f authorized agent of contracting business entity (Declarant) Forms provided by Texas Ethics Commission www.ethics.state.tx.us Version V3.5.1.3ac88bc0 TEXAS ADDENDUM (STATE AND LOCAL GOVERNMENT) AGREEMENT # 2975153 Addendum to Agreement # 2975153 and any future supplements/schedules thereto, between City of Fort Worth, as Customer and UBEO, LLC, as Owner. The words `you" and your" refer to Customer. The words "we," "us" and "our" refer to Owner. The parties wish to amend the above -referenced Agreement by adding the following language: In accordance with Subtitle F, Title 10, Chapter 2274 of the Texas Government Code (the "Firearms Non -Discrimination Act'), we hereby verify that (a) neither we nor any of our affiliates that are included in the definition of "Company" contained in the Firearms Non -Discrimination Act (each, an "Affiliate) have a practice, policy, guidance or other directive that discriminates against a firearm entity or firearm trade association, and (b) neither we nor any of our Affiliates will discriminate during the term of the Agreement against a firearm entity or firearm trade association. Terms used without definition in this paragraph have the meanings given in the Firearms Non -Discrimination Act. We represent that, to the extent the Agreement constitutes a contract for goods or services having a value of $100,000 or more that is to be paid wholly or partly from your public funds and for which a written verification is required under Section 2274.002 (as added by Senate Bill 13 in the 87th Texas Legislature, Regular Session), Texas Government Code, as amended, we hereby verify that we and our parent company, wholly or majority -owned subsidiaries, and other affiliates, if any, do not boycott energy companies and will not boycott energy companies during the term of the Agreement. The foregoing verification is made solely to enable you to comply with such Section. As used in the foregoing verification, "boycott energy companies" shall have the meaning set forth in Section 809.001, Texas Government Code. By signing this Addendum, Customer acknowledges the applicable changes noted above are incorporated by reference into the Agreement. In all other respects, the terms and conditions of the Agreement remain in full force and effect and remain binding on Customer. In the event of any conflict between the terms and conditions of the Agreement and this Addendum, the terms and conditions of this Addendum shall control. Customer has caused this Addendum to be executed by its duly authorized officer as of the date below. UBEO, LLC 0 er S..LL H anson !Nay 6, m 316.01CS— Signature VP/GM Mar 6, 2023 Title Date City of Fort Worth Customer X71-, Wz hingtnn(Mar 20, 20231043 CD I) Signature Assistant City Manager M a r 20, 2023 Title Date NOTE: CAPITALIZED TERMS I TH S DOCUMENT ARE DEFT ED AS IN THE AGREEME T, UNLESS SPEC FIC LLY STATE OTHERWISE. 11576 REV 10/21 -MODIFIED - 3.2.23 embank. EQUIPMENT FINANCE CONSENT TO ASSIGNMENT AGREEMENT # 2975153 Re: Agreement # 2975153 between UBEO LLC ("Assignor") and CITY OF FORT WORTH ("Customer"), dated ("Agreement'). Customer hereby consents to the assignment of the above -referenced Agreement to U.S. Bank Equipment Finance, a division of U.S. Bank National Association ("Assignee") and, effective as of the date of this Consent to Assignment, and until further notice from Assignee to the contrary, agrees to recognize Assignee as the sole and exclusive holder of the Agreement, with all rights, benefits and privileges attendant thereto, but none of the obligations of Assignor under the Agreement. Customer hereby consents to the assignment of the Rental Payments portion in the above -referenced Agreement and all other amounts now or hereafter becoming pursuant to the Agreement to U.S. Bank Equipment Finance, a division of U.S. Bank National Association ("Assignee"). Customer agrees to direct remittance for any charges relating to Excess Images to UBEO LLC ("Assignor") Customer agrees that the rights of Assignee will not be subject to any claims, defenses or set offs that Customer may have against Assignor. UBEO LLC CITY OF FORT WORTH Assignor J�44_ Scott Hanson (Mar6, 202316:01 CST) Signature VP/GM Customer I�il`ulr.✓� X Valerie Washington (Mar 20, 202310:43 CDT) Signature Mar 6, 2023 Assistant City Manager Mar 20, 2023 Title Date Title Date NOTE: SIGNER OF THIS DOCUMENT MUST BE SAME AS ON THE AGREEMENT. A FACSIMILE OF THIS DOCUMENT WITH SIGNATURE SHALL BE CONSIDERED TO BE AN ORIGINAL. CAPITALIZED TERMS IN THIS DOCUMENT ARE DEFINED AS IN THE AGREEMENT, UNLESS SPECIFICALLY STATED OTHERWISE. A562 REV 04/16 Modified - City of Fort Worth - 3.2.23 u oS B U s I N E s s Summary of Changes for UBEO 42 Month E R v I C E S Supplement Additions Request # Department 141095 Water 145968 Code Compliance 146187 Water Deletions Address 6801 Bowman Roberts Rd 4100 Columbus Trail 1512 11th Avenue Current Monthly Payment: $ 105,949.11 Description IM C2500, Cabinet, PS, Card Reader P C600, Postscript Monthly Payment Device ID Added D53842 $134.00 D58391 $34.00 IM 350F, Postscript, Card Reader D58345 $46.00 Total Additions $ 214.00 Monthly Payment Request # Department Address Description Device ID Deleted 141574 Neighborhood Services 3551 New York Ave Replaced with IM C2500 D56551 $ (264.00) 147005 HR 200 Texas St No Longer Needed D55191 $ (25.00) Total Deletions $ (289.00) New Monthly Paymnet Effective 4/1/2023: $ 105,874.11 Month 1 $104,788.11 (60 month agreement) Invoiced Month 2 $105,796.11 (59 month supplement) Invoiced Month 3 $105,796.11 (59 month supplement) Invoiced Month 4 $105,800.11 (57 month supplement) Invoiced Month 5 $105,800.11 (57 month supplement) Invoiced Month 6 $105,800.11 (57 month supplement) Invoiced Month 7 $105,825.11 (54 month supplement) Invoiced Month 8 $105,825.11 (54 month supplement) Invoiced Month 9 $105,825.11 (54 month supplement) Invoiced Month 10 $105,722.11 (51 month supplement) Invoiced Month 11 $105,722.11 (51 month supplement) Invoiced Month 12 $105,722.11 (51 month supplement) Invoiced Month 13 $105,621.11 (48 month supplement) Invoiced Month 14 $105,621.11 (48 month supplement) Invoiced Month 15 $105,621.11 (48 month supplement) Invoiced Month 16 $105,949.11 (45 month supplement) Invoiced Month 17 $105,949.11 (45 month supplement) Invoiced Month 18 $105,949.11 (45 month supplement) Month 19 $105,874.11 (42 Month Supplement) Month 20 $105,874.11 (42 Month Supplement) Month 21 $105,874.11 (42 Month Supplement) Month 22-60 (without any equipment additions or deletions) $ 105,874.11 Total 60 month Stream of Payments $6,349,845.60 [Executed effective as of the date signed by the Assistant City Manager below.] / [ACCEPTED AND AGREED:] City: Y�Lc.�IA�Gd� By: Valerie Washington (Mar 20,2023 10:43 CDT) Name: Valerie Washington Title: Assistant City Manager Date: Mar 20, 2023 Vendor: Ubeo, LLC By: Name: Title: Date: jw` Scott Hanson (Mar 6, 202316:01 CST) Scott Hanson VP & General Manager Mar 6, 2023 CITY OF FORT WORTH INTERNAL ROUTING PROCESS: Approval Recommended: By: Name: Title: Kevin Gunn Director, IT Solutions Approved as to Form and Legality By: Name Title: Taylor Paris Assistant City Attorney Contract Authorization: M&C: 21-0235 Approved: April 6, 2021 Contract Compliance Manager: By signing I acknowledge that I am the person responsible for the monitoring and administration of this contract, including ensuring all performance and reporting requirements. 40E!9__ By: Cynthi yree (Mar 6, 202316:07 CST) Name: Cynthia Tyree Title: Sr. IT Solutions Manager City Secretary: .00vvnp a.°t FORlo��d�d F " v �o �'o pv8 o2 oaa* 000 00o*� b Qm,n,ns#a, /� 3 aa� nEaa5oOa By: Name: Jannette Goodall Title: City Secretary OFFICIAL RECORD CITY SECRETARY FT. WORTH, TX M&C Review Page 1 of 2 ACITY COUNCIL AGEND Create New From This M&C Official site of the City of Fort Worth, Texas FORTWORTII 141 _ REFERENCE **M&C 21- 13P UBEO MANAGED DATE: 4/6/2021 NO.: 0235 LOG NAME: PRINT SERVICES ITS ADK CODE: P TYPE: CONSENT PUBLIC NO HEARING: SUBJECT: (ALL) Authorize Execution of an Agreement with UBEO, LLC, for Printers and Multi - Functional Device Leases and Managed Services Using Cooperative Contract DIR-TSO- 4435 in the Combined Amount Not to Exceed $7,500,000.00 over a Five Year Term for Ongoing Operations and a One -Time Amount of $42,680.00 for the Relocations of Devices RECOMMENDATION: It is recommended that the City Council authorize the execution of an agreement with UBEO, LLC, for printers and multi -functional device leases and managed services using cooperative contract DIR- TSO-4435 in the combined amount not to exceed $7,500,000.00 over a five year term and a one-time amount of $42,680.00 for the relocations of devices. DISCUSSION: The City currently leases multi -functional devices and desktop printers from UBEO, LLC under a Lease Agreement that was awarded in 2008 (M&C P-10860, October 7, 2008). After a thorough assessment, IT Solutions staff determined the most efficient and cost-effective solution is to execute a new agreement to allow for continued services. The City will lease copiers and multi -functional devices for a period of 60 months, with an approximate effective date of June 15, 2021. As a part of the Print Management Program refresh, the 1,153 devices currently in use will be upgraded to new, state of the art equipment prior to the start of the next term. City departments will use the machines for various document duplication tasks, including but not limited to copying, scanning, and faxing. The cost of the lease covers the device, maintenance, service, and all supplies with the exception of paper. It is anticipated that the annual cost will not exceed $1,500,000.00 to include the monthly lease charges, printing costs and overages, short term leases, and additional services as needed. In addition to ongoing operating services, Ubeo, LLC will provide the City with moving services as departments are transitioned from existing locations to the new City Hall. Based on the current number of devices in service and available square footage of the new building, staff project a one-time cost of $42,680.00 to relocate approximately half of the utilized devices. DIR-TSO-4435 is currently set to expire on September 25, 2024. In the event that the cooperative contract is renewed, extended, or a new agreement is executed, the Lease Agreement will continue for the remainder of the 60-month term. In the event that the cooperative contract is not renewed or replaced, the Lease Agreement will be terminated. COOPERATIVE PURCHASE - State law provides that a local government purchasing an item under a Cooperative Purchasing Agreement satisfies any state law requiring that the local government seek competitive bids for the purchase of the item. The contract was competitively bid to increase and simplify the purchasing power of government entities across the State of Texas. SUCCESSOR CONTRACT - In the event that a cooperative contract is not renewed, staff would cease purchasing at the end of the last Purchase Agreement coinciding with the valid cooperative contract. If the City Council were to not appropriate funds for a future year, staff would stop making http://apps.cfwnet.org/council_packet/mc review.asp?ID=28785&councildate=4/6/2O21 3/6/2023 M&C Review Page 2 of 2 purchases when the last appropriation expires, regardless of whether the then -current Purchase Agreement has expired. The City initially use these cooperative contracts to make purchases authorized by this M&C. The cooperative contracts expire on various dates. If a cooperative contract is extended, this M&C authorizes the City to purchase similar services under the extended contracts. If a cooperative contract is not extended, but a new cooperative contract is executed with the respective vendor with substantially similar terms as the previous cooperative contract, this M&C authorizes the City to purchase the services under the new cooperative contract. M/WBE OFFICE - An MBE/SBE goal is not assigned when purchasing from an approved purchasing cooperative or public entity. ADMINISTRATIVE AMENDMENT - An administrative change order or increase may be made by the City Manager up to the amount allowed by relevant law and the Fort Worth City Code and does not require specific City Council approval as long as sufficient funds have been appropriated. AGREEMENT TERMS - Upon City Council's approval, the agreements will begin upon execution and expire in accordance with DIR-TSO-4435 or applicable successor contract. FISCAL INFORMATION/CERTIFICATION: The Director of Finance certifies that funds are available in the current operating budget, as previously appropriated, in the participating departments' Operating Funds to support the approval of the above recommendation and execution of the agreement. Prior to any expenditure being incurred, the participating departments have the responsibility to validate the availability of funds. BQN\\ TO Fund Department Account Project Program Activity Budget Reference # Amount ID ID I Year (Chartfield 2) 1 FROM Fund Department Account Project Program Activity Budget Reference # Amount ID ID Year (Chartfield 2) Submitted for City Manager's Office by. Originating Department Head: Additional Information Contact: ATTACHMENTS SAMs.pdf (CFW Internal) Ubeo 1295 Form.pdf (CFW Internal) Jay Chapa (5804) Valerie Washington (6192) Reginald Zeno (8517) Kevin Gunn (2015) Cynthia Garcia (8525) Ashley Kadva (2047) http://apps.cfwnet.org/council_packet/mc review.asp?ID=28785&councildate=4/6/2O21 3/6/2023